SEC Comment Letter for JETBLUE AIRWAYS CORP (JBLU) (CIK 0001158463) (JBLU) — Sep 17, 2010
JETBLUE AIRWAYS CORP (JBLU) (CIK 0001158463)
Date: Sept. 17, 2010 · CIK: 0001158463 · Accession: 0000000000-10-054482
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 000-49728
Letter
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE September 17, 2010 By U.S. Mail and Facsimile to: (718) 709-3639 Edward Barnes Executive Vice President and Chief Financial Officer JetBlue Airways Corporation 118-29 Queens Boulevard Forest Hills, New York 11375 Re: JetBlue Airways Corporation Form 10-K for the Fiscal Year Ended December 31, 2009 Filed February 5, 2010 File No. 000-49728
Dear Mr. Barnes:
We have reviewed your filing and have the following comments. In some of our comments, we may ask you to provide us w ith information so we may better understand your disclosure. Please respond to this letter within te n business days by providing the requested information or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumstan ces, please tell us why in your response. After reviewing the information you provide in response to these comments, we may have additional comments. Form 10-K for the Fiscal Year Ended December 31, 2009
Certain Relationships and Related Transact ions, and Director I ndependence, page 81
Related Party Transaction Policy, page 14 of Definitive Proxy Statement on Schedule 14A
1. Refer to your prior year related party tran saction disclosure. Please tell us why you have not included any disclosure relate d to the Real Salt Lake agreement, your agreement with Lufthansa Consulting or your commercial agreement with Deutsche Lufthansa AG. Please also c onfirm that you will revise your future filings to disclose the basis on which De utsche Lufthansa AG is a related person
Edward Barnes JetBlue Airways Corporation September 17, 2010 Page 2
as required by Item 404(a )(1) of Regulation S-K.
Closing Comments
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 and all applicable Exch ange Act rules require. Since the company and its management are in possession of all f acts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In responding to our comments, please provide a written statement from the company acknowledging that:
• the company is responsible for the adequacy and accuracy of the disclosure in the filing; • staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and • the company may not assert staff comme nts as a defense in any proceeding initiated by the Commission or any person under the federal secu rities laws of the United States. Please contact Justin Dobbie at (202) 551-3469 or me at (202) 551-3412 with any questions.
Sincerely,
Amanda Ravitz Legal Branch Chief
Show Raw Text
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
DIVISION OF
CORPORATION FINANCE
September 17, 2010
By U.S. Mail and Facsimile to: (718) 709-3639
Edward Barnes Executive Vice President and Chief Financial Officer JetBlue Airways Corporation 118-29 Queens Boulevard Forest Hills, New York 11375
Re: JetBlue Airways Corporation
Form 10-K for the Fiscal Year Ended December 31, 2009 Filed February 5, 2010 File No. 000-49728
Dear Mr. Barnes:
We have reviewed your filing and have the following comments. In some of our
comments, we may ask you to provide us w ith information so we may better understand
your disclosure.
Please respond to this letter within te n business days by providing the requested
information or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumstan ces, please tell us why in
your response.
After reviewing the information you provide in response to these comments, we
may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2009
Certain Relationships and Related Transact ions, and Director I ndependence, page 81
Related Party Transaction Policy, page 14 of Definitive Proxy Statement on Schedule
14A
1. Refer to your prior year related party tran saction disclosure. Please tell us why
you have not included any disclosure relate d to the Real Salt Lake agreement,
your agreement with Lufthansa Consulting or your commercial agreement with Deutsche Lufthansa AG. Please also c onfirm that you will revise your future
filings to disclose the basis on which De utsche Lufthansa AG is a related person
Edward Barnes
JetBlue Airways Corporation September 17, 2010 Page 2
as required by Item 404(a )(1) of Regulation S-K.
Closing Comments
We urge all persons who are responsible for the accuracy and adequacy of the
disclosure in the filing to be certain that the filing includes the information the Securities
Exchange Act of 1934 and all applicable Exch ange Act rules require. Since the company
and its management are in possession of all f acts relating to a company’s disclosure, they
are responsible for the accuracy and adequacy of the disclosures they have made.
In responding to our comments, please provide a written statement from the
company acknowledging that:
• the company is responsible for the adequacy and accuracy of the disclosure in the
filing;
• staff comments or changes to disclosure in response to staff comments do not
foreclose the Commission from taking any action with respect to the filing; and
• the company may not assert staff comme nts as a defense in any proceeding
initiated by the Commission or any person under the federal secu rities laws of the
United States. Please contact Justin Dobbie at (202) 551-3469 or me at (202) 551-3412 with any
questions.
Sincerely,
Amanda Ravitz Legal Branch Chief